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CLIENT INITIALS: \i2\
Ticketing Services Agreement
This Agreement for Ticketing Services between The City of Grapevine Convention & Visitors Bureau
(“Client”) and Nortap Technology, Inc. dba Leap Event Technology (“Company”) is entered into April 1,
2025 (“Effective Date”). The parties hereby agree as follows:
1. Term. The initial term of this Agreement shall begin on the Effective Date and continue for a period
of twelve (12) months after the date the first ticket is sold through the Platform (the “Term”). The
Agreement shall be automatically renewed for successive one (1) year terms, unless either party
notifies the other party of termination in writing, not more than ninety (90) days and not less than thirty
(30) days prior to the end of the initial or renewal Term. After the termination date, this Agreement
shall remain in effect with respect to Events (as defined below) that were released for sale by Client
through Company prior to the termination date until settlement for such events has occurred in
accordance with Section 6 hereof.
2. Company Services and Responsibilities. Company will provide the following under this
Agreement: (a) provide a limited access license to use the Ticketleap Pro (f/k/a ShowClix) software
platform (“the Platform”), (b) display and list Client’s Events on Company’s consumer website (the
“Site”); (c) accept and process through some combination of online (internet), telephone and point-
of-sale (box office), as applicable, orders for tickets to Client’s events and process all credit card
payments to said Events on Client’s behalf (unless otherwise indicated in Section 4.3 of this
Agreement); and (d) provide an accounting to Client of the fees and charges for each ticket processed
through the Platform (collectively, the “Services”).
3. Company as Exclusive Ticketing Agent. During the Term, Company will act as the sole and
exclusive ticketing agent for Client’s events (“the Event(s)”). During the Term, Client may sell tickets
to the Events directly on their own but may not sell tickets via some combination of the following
means directly or indirectly through any other third party or ticketing software: online (internet),
telephone, and point-of-sale (box office).
4. Fees. Company will charge Client the following fees for the applicable Platform services.
Client is solely responsible for setting the fees that are charged to purchasers of tickets for
the Events.
4.1 LEAP ANNUAL LICENSE FEE: Company will invoice Client on a quarterly basis for the following
quarter’s amount due as part of the Annual License Fee. The Annual License Fee will include the
first 200,000 paid tickets sold at no additional cost to Client.
4.1.1 The 2025 License Fee will be charged as follows:
● Q2 2025 = $15,000 (invoiced in April 1, 2025)
● Q3 2025 = $17,499 invoiced in July 1, 2025)
● Q4 2025 = $18,750 (invoiced in October 1, 2025)
4.1.2 The 2026 Annual License Fee (as well as any renewal terms after 2026) will be $75,000,
invoiced at a rate of $18,750 per quarter.
4.2 LEAP PER TICKET FEE: Company will charge Client a per ticket service fee in the amount of
$0.50 per ticket on all paid tickets sold in excess of 200,000 on an annual basis (beginning on
April 1, 2025 and resetting annually on April 1st). The per ticket service fee will be calculated on
a quarterly basis and included in the quarterly invoice owed by Client for the Annual License Fee
(when applicable).
4.3 COMPLIMENTARY TICKETS: Company will charge $0.00 per complimentary ($0.00 value)
ticket issued. Complementary tickets will not count towards the 200,000 ticket threshold related
to the Annual License Fee.
4.4 CREDIT CARD PROCESSING: Client is responsible for all credit card processing.
4.5 MERCHANDISE/NON-ADMISSION PRODUCTS: Company will charge a fee of $0.50 per
merchandise item/non-ticket product processed through the Platform. Client must contact
Company Account Manager to have this service enabled.
4.6 EXCHANGES AND EXCHANGE FEES:
At the written request of Client, Company will enable the ability for purchasers to return purchased
tickets to one Event and purchase tickets to another Event (such transaction referred to as an
“Exchange”), under the following terms and conditions:
● Exchanges must be between two Events taking place in the future. Once an Event date
has passed, purchasers are not eligible to initiate an Exchange.
● Where the ticket(s) being Exchanged have the same dollar value, there will be no
difference charged to the purchaser.
● Where the ticket(s) being Exchanged have a positive difference in value (e.g., the value
of the original ticket is less than the value of the ticket into the Event which the purchaser
wishes to Exchange) the purchaser will be charged for the difference in ticket value and,
if applicable, the difference in the Fee as outlined in section 4.1, above.
● Where the ticket(s) being Exchanged have a negative difference in value (e.g., the value
of the original ticket is greater than the value of the ticket to the Event into which the
purchaser wishes to Exchange) there will be no refund to the purchaser, and Client will
receive the difference in ticket values. The highest Fee (as outlined in section 4.1, above)
will apply to such Exchanges.
● Where this feature is enabled and Client chooses to charge purchasers a per transaction
fee to exchange their ticket(s), Company will charge Client a fee of $5.00 for each
Exchange transaction. If Client chooses to offer purchasers the ability to exchange their
ticket(s) but not charge purchasers a per transaction fee, Company will not charge Client
the previously-mentioned fee for each Exchange transaction.
5. Settlement.
(a) Client Merchant Account. Unless otherwise indicated in Section 4.4 of this Agreement, Client
agrees that Company is not responsible for ticket buyer payment processing. Client will establish its
own merchant account with a gateway that is approved by Company and will process online credit
card payments that are secure and PCI-DSS compliant. Company is not liable in any way for the
security of a credit card transaction through the Client's merchant system.
(b) Payment for Fees. Fees due to Company will be invoiced at the beginning of each month for the
previous month’s transactions and will be due on the 15th, at which time Client bank account will be
debited by ACH. Company reserves the right to suspend system usage if Client account is delinquent.
6. Confidentiality. Client will keep confidential the terms of this Agreement (including but not limited to
the provisions of Section 4 above), as well as adhere to the confidentiality provisions set out in the
T&Cs.
7. Standard Ticketing Terms & Conditions. Client agrees to, and the Company’s Services are governed
by, the Company’s Standard Ticketing Terms & Conditions (“T&Cs”) found at https://sc-pdfs.s3.us-east-
1.amazonaws.com/Leap%20GrowTix%20ShowClix%20Terms%20%26%20Conditions%201.10.2025.pdf, as
may be updated by Company from time to time in accordance with the T&Cs.
8. Entire Agreement. This Ticketing Services Agreement, including any Exhibits attached hereto, any
Hardware Lease & Event Operations Agreement entered into between the Parties, and the T&Cs,
constitutes the entire agreement between Company and Client with respect to the subject matter
contained herein and supersedes and replaces any and all prior or contemporaneous
communications, representations, statements, agreements, and understandings, whether in oral,
written, or electronic form, between Company and Client, regarding such subject matter.
9. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall
be deemed an original instrument, but all of which together shall constitute only one and the same
instrument.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the
day and year first written above.
NORTAP TECHNOLOGY INC. CLIENT: THE CITY OF GRAPEVINE
Jim Barczak Paul W. McCallum [text|req|signer2]
Chief Revenue Officer Executive Director
Grapevine Convention & Visitors Bureau
10675 Perry Hwy, #1316 636 S Main Street
Wexford, PA 15090 Grapevine, TX 76051
Signature:_______________________ Signature:_______________________
Date: _________________________ Date: ___________________________
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